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The note to employees assumes significance as it comes after Byju’s shareholders (prominent investors) on Friday voted for removing Founder-CEO Raveendran and his family from the board over alleged ‘mismanagement and failures’ at what was once India’s hottest tech startup, but the company dug in its heels, calling the voting done in absence of founders as invalid and ineffective.
In a note to employees on Saturday, Raveendran alleged that a lot of essential rules were ‘violated’ at Friday’s Extraordinary General Meeting (EGM).
“This means that whatever was decided in that meeting does not count, because it didn’t stick to the established rules… It is crucial for everyone to understand the specific issues that make this EGM a farce,” he wrote.
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Raveendran said he firmly believes that the “truth” will inevitably prevail, despite the ‘relentless trial by the media’.
“I am writing this letter to you as the CEO of our company. Contrary to what you may have read in the media, I continue to remain CEO, the management remains unchanged, and the board remains the same,” he said, adding it is ‘business as usual’ at BYJU’S.
“To reemphasise, the rumours of my firing have been greatly exaggerated and highly inaccurate,” Raveendran said.
Outlining what he claimed were ‘key discrepancies’ at the EGM, he said the meeting was convened without following the proper procedure set out by the law and the company’s Articles of Association.
“To pass any resolution the meeting needs to have a proper quorum, a set of people who are mandatory. Our articles are clear on the quorum requiring the presence of at least one founder director. Consequently, any resolutions taken at the meeting are not enforceable as per law,” he said.
He also stated, “The claims made by a small group of select minority shareholders that they have unanimously passed the resolution in the EGM is completely wrong. Only 35 out of 170 shareholders (representing around 45 per cent of shareholding) voted in favour of the resolution. That in itself shows the very limited support that this irrelevant meeting received.”
BYJU’S Founder CEO Raveendran Byju, his wife and brother — the only three members on the company board as of now — stayed away from the EGM called by a group of six investors, who collectively hold more than 32 per cent in Think & Learn (T&L), the firm that operates online tuition platform Byju’s.
At the end, more than 60 per cent of the shareholders voted in favour of all the seven resolutions, which included removing the current management, reconfiguration of the board and a third party forensic investigation into acquisitions by the company, sources close to the investors said.
However, sources close to Byju’s put the number at 47 per cent on Friday.
Prosus — one of the six investors who had called the EGM — in a statement on Friday said, “shareholders unanimously passed all resolutions put forward for vote”.